Excess Adjustment definition

Excess Adjustment. Means the amount by which any Negative Historic Adjustment exceeds the amount (if any) of Investor Limited Partner's unpaid Capital Contribution as of the date on which such Negative Historic Adjustment is determined, as described in Section 5.4. Excess Adjustment will be repaid to Investor Limited Partner in accordance with Section 5.13. "Excess Adjustment Loan(s)." A loan(s) made by General Partner to the Partnership to fund Excess Adjustments pursuant to Section 5.13. Such loans, which shall bear interest at an annual rate equal to the Designated Interest Rate, shall be evidenced by unsecured, nontransferable promissory notes of the Partnership. Such loans shall be repaid only as provided in Section 6, and no recourse for the payment hereof may be had against any other property of the Partnership or against any Partner. Payments of principal and interest on Excess Adjustment Loans shall be applied in the same order in which such Excess Adjustment Loans are made (i.e., on a first-in, first-out basis).
View Source

Examples of Excess Adjustment in a sentence

  • On the date that any debt obligation becomes a Post-Transition S&P CCC Collateral Loan, the existence of any CCC Excess and the amount of any associated CCC Excess Adjustment Amount shall be re-measured.

  • If the Company’s shareholders do not approve the Proposal, the Holders hereby acknowledge that the Company will not make the Excess Adjustment and that the Company may not otherwise compensate the Holders for the failure to make the Excess Adjustment.

  • If the Company’s shareholders approve the Proposal, the Company will make the Excess Adjustment.

  • In the event that the Final Working Capital shall be a number greater than the Estimated Working Capital, Purchaser shall pay to Seller an amount equal to such difference, plus, if there was an Excess Adjustment Amount, the amount of such Excess Adjustment Amount.

  • If any adjustments made pursuant to this Section 9(c) would otherwise result in Warrant Shares issuable in excess of the limitation set forth in the immediately preceding sentence (the “Excess Adjustment”), the Company will use reasonable best efforts to prepare and file preliminary proxy materials with the Securities and Exchange Commission and hold a meeting of its shareholders for the purpose, among others, of seeking approval of the Excess Adjustment (the “Proposal”).

  • In any event, if there was an Excess Adjustment Amount, Purchaser shall pay Seller interest on the Excess Adjustment Amount accruing at a rate of five percent (5%) per annum during the period commencing on the Closing Date and concluding upon the date that payment is to be made pursuant to this Section 2.4(f).

  • In the event that the Final Working Capital shall be a number less than the Estimated Working Capital, either (i) Seller shall pay Purchaser an amount equal to such difference to the extent that such difference is greater than the Excess Adjustment Amount; or (ii) if subtracting such difference from the Excess Adjustment Amount results in a positive number, Purchaser shall pay an amount equal to such positive number to Seller.

  • If the Negative Historic Adjustment exceeds the aggregate of such remaining Capital Contribution Installments, such excess shall constitute Excess Adjustment and shall be repaid to Investor Limited Partner in accordance with the terms of Section 5.13.

  • Upon receipt of such joint written instruction, the Escrow Agent shall distribute to Acquirer, and if applicable, the Converting Holders, such amount of cash from Adjustment Escrow Fund, and if there is an Excess Adjustment Amount, Acquirer shall be able to recover any such Excess Adjustment Amount from the Escrow Fund in the manner described in Section 8.4(j).

  • The expected beta of the Equity Securities Portfolio as compared to the Equity Benchmark, as measured by the Risk Model, shall equal at least .75 and shall not exceed 1.25 (it being understood that a breach of this Section 3.04(e) that arises solely from the Fund's investment in Master Fund shares and is included in the Portfolio Excess Adjustment shall not constitute a Trigger Event).